NIGHTS: Fight Of Dream
by adventure prince
Summary: Will, Helen, Elliot and Claris at last meet when they attend a new school. However no sooner are they getting settled in, NIGHTS shows up in the Waking World and warns them that Reala has returned with a new weapon had his disposal! Now the five must band together to fight off the Nighmarens that are thrown their way or face eternal fear at Reala's hands! R&R Rated T for violence.
1. Prologue: A new Dream

**A/N: I do not own the NIGHTS game series!**

Elliot rested his head on his hand as he gazed out the window of the moving train, he still couldn't believe he of all people had been chosen to attend Midnight Plateau, a school where only the most talented of youths got to attend, he was so surprised that he had to take out his letter of admittance just to make sure he hadn't gotten it wrong, he smiled warmly as he read it over...nope, no mistake here.

He couldn't help but chuckle at the thought of it being a mistake and seeing the look on his mothers face as she burst into tears, not from sadness but from joy that her precious baby boy was going to stay close to home! He would have more then likely missed the train if he hadn't pulled out of the death squeeze she had called a goodbye hug! Elliot loved his mother dearly but sometimes she could be way too overprotective.

He frowned sadly, he would miss his mother but he would also miss Claris, it had been a year since the two of them along with NIGHTS had defeated the evil Wizeman and restored peace to the Night Dimension and they had remained close friends ever since but in his excitement he had forgot to tell he was going out of town, he just hoped that when he had the time to call her she could forgive him...

The Blue haired basketball player looked around the train in an attempt to find something to distract him from his melancholy thought, there had been a few people when he had first gotten on but as his trip went on he found the car he was in was now incredibly vacant the only person who was in it now was another boy who looked no older then him, if not a little younger then him.

He was a dirty blonde wearing a yellow and blue jacket over a red short sleeved shirt and under that a long sleeved cream coloured shirt under that, he also wore beige cargo pants and on his feet were a pair of red socks and blue and yellow sneakers and lastly he was fast asleep. Elliot didn't know how he could given how much racket the train was making but he then just shrugged it off, he of all people could appreciate a good nights sleep given the nightmares that had plagued his dreams not that long ago.

"Lucky guy, he must never have to worry about stuff like that" Elliot muttered a loud and then let out an ironic chuckle. "Yep, no puffed up opera singers, cats who use mice as rockets or scary jesters in his dreams" Elliot was about to laugh when he felt a sudden jerk as the train came to an abrasive halt, causing Elliot to almost fall out of his seat, it was a shame that the same thing couldn't be said for his duffle bag that fell from it's place on the shelf and clocked him right on the head. "OW!" He groaned, holding his aching noggin and hissed out a few curses before turning to scowl at his duffle bag which he gave an agitated kick before picking it up, it was at this point that he had regretted packing so much!

His gaze returned to the boy who much to his surprise was still sleeping. "Is he dead?" Elliot asked bluntly only to have his theory go bang as the blonde let out a noisy snort in his sleep. Elliot rolled his eyes and walked passed the sleeping blonde to the doors that had just hissed open when suddenly something caught his eye...he looked down to the piece of paper that had fluttered just to his feet and picked it up, ignoring his mothers past advice about never looking at letter that weren't addressed to you Elliot indulged his curiosity and gave it the once over, it was a letter from Midnight Plateau! Informing William Taylor that he had earned a spot there!

"So your name is William?" Elliot mused as he reached out a hand to shake him awake. "Come on sleeping beauty this is our stop!" He said giving him a hard shake when the first didn't get a response and after his third attempt Elliot could feel a twitch of annoyance tugging at his right brow, what sleeping pill did this kid take! "Time for this boy scout to do his good deed for the day!" Elliot groaned as he pocketed the note, he then took the backpack that was William's from it's spot on the holder and after securing his duffle bag around his shoulder and the backpack on his front he took an arm and draped them over his shoulders, tilted William forward so that he was leaning against his back, wrapped an arm around a leg each and with a grunt of effort he lifted Will up and began piggy backing him off the train, earning some surprised looks and snickers from those who were waiting to get on.

"Elliot Edwards...You are too nice" He grumbled to himself as the passenger on his back was beginning to drool on his shoulder.

Someone else had also been on the train but in a different car, a young Violinist named Helen Cartwright another lucky youth who had been given the chance to attend Midnight Plateau, just thinking about it made her heart pound so loud that she could hear it boom in her ears. She had to do something to take her mind off of it. Her blue eyes darted up to her violin case and she quickly retrieved it, she took a moment to glide a hand over the smooth, silver, metallic case, her mother had bought her this new case upon receiving the news that she was to go to the most prestigious school around. "With this your violin will be safe" Were her exact words but Helen could tell that it was a going away present. The blonde haired girl remembered the look of pride on her mothers face when she saw her off at the station but she had also picked up a hint of sadness in her eyes as well. Helen knew that sadness all too well, she had seen it many times when she would abruptly stop their practice sessions the moment her phone went off...

Helen shook her head to get those guilty thoughts out of her head, she was a different person now, NIGHTS had helped her overcome her past mistakes. Flipping the lid open, Helen retrieved her violin and bow, she took in a deep breath, stood up and closed her eyes, she didn't need any sheet music, the notes were all in her head and heart. Drawing back her bow Helen began to play and was instantly lost in her music, that sweet tune that she had heard NIGHTS play so many times before, she could even hear words come into her head!

 _In my dreams I can see you are not far away_

 _Anytime anyplace I can see your face_

 _You're that special one that I have been waiting for_

 _And I hope you're looking for someone like me_

_In my dreams I can hear you calling me_

 _In the night everything is so sweet_

 _In your eyes I feel there's so much inside_

 _In the nights dream delight I want to see you standing there_

 _In the nights dream delight I've found someone who really cares  
In the nights dream delight I want to see you smile again_

 _In the nights dream delight You're the one I waited for!_

Helen could feel a tear trickle down the side of her face, she never understood what it was about that song that made her cry, was it just the passion that she put into it or was it because of the memory of where it came from? Helen opened her eyes and jumped in surprise, there standing only a few feet away from her was another girl, wearing an orange shirt over a pink one, a pair of red shorts and orange boots with pink trimmings, her hair was tied into a ponytail and was a lovely shade of rose pink that matched her eyes perfectly.

It suddenly hit Helen that this girl had been the one who was singing and what a voice! It was so angelic and pure.

"H-Hello..." Helen managed when she realized that she had been staring at her for almost a minute.

"Hello" The pink haired girl replied in soft voice. "That was a beautiful song you were playing, I thought I was the only one who knew it"

"Me too!" Helen said in surprise. "But I never knew that there were words to it, who taught it to you?"

"An old friend" She smiled sadly, Helen was about to ask if she was okay when the girl extended a hand in greeting. "I'm Claris Sinclair, it's nice to meet you" 

"A pleasure to meet you Claris, I'm Helen Cartwright" Helen smiled, shaking the other girls hand.

"Well Helen, would it be alright if I talked to you for a little while?" Claris asked as she motioned to the seats that lines the side of the car. "This trip so far has been pretty lonely and it would be great to have someone to talk to"

"I don't mind at all" Helen smiled as she sat down and put her Violin away. "I've been pretty lonely too and in truth a little nervous about arriving at a new school all alone"

"Would this new school happen to be Midnight Plateau?" Claris asked as she took a seat next to her.

Helen gave her another shocked look "Yes it is...does that mean that you-"

"Have a letter of admittance as well?" Claris finished as she took said letter out of her pocket and showed it to her new friend. Once Helen had got a good look at it Claris put it back in her pocket. "I know how you feel, it's sort of like having stage fright and trust me, no one knows more about stage fright then me" Claris giggled as she pressed a thumb against her chest.

"Stage fright? With a voice like yours?" Helen said, trying not to sound too surprised, she blinked as she caught the hint of a blush on the other girls cheeks, surely this girl had received a compliment on her voice in the past?

"Well that's a thing of the past, some friends helped me get the courage I needed" Claris said shyly as she, curling a loose lock of her hair around her finger.

"They sounds like really supportive friends" Helen smiled, her own thoughts shooting back to the time where she, Will and NIGHTS had fought alongside each other to protect Nightopia.

"Oh they are!" Claris's head snapped back to look at Helen, her shyness gone in an instant. "I could never ask for such good friends"

The two girls talked for a little while longer before the train came to it's abrupt stop, the girls shrieked in surprise as they jolted in their seats and then let out a laugh.

"Look like we've arrived" Helen giggled as she picked up her violin case in one hand and her suitcase in the other.

"We best get going, as my dad always said, "I second lost is a word lost" I really don't understand what it means but I've always trusted his intuition" Claris shrugged as she grabbed the handle of her wheelie bag and rolled it through the doors with Helen just behind her.

The two had decided to head to the school together since they were going in the same direction anyway, however they didn't even make it out of the station before the strange sight caught their eyes.

"Elliot?" Claris asked, her voice sounded half surprised and half amused.

"Claris?" Elliot spun on his heels to look wide eyed at his old friend! "What are you doing here?!"

"That's what I should be asking you!" Claris exclaimed, putting her hands akimbo and narrowing her eyes in annoyance. "You didn't tell me you were going Midnight Plateau as well you jerk!" She snapped.

"W-Well I was going to tell you but...I...forgot..." Elliot said meekly with a sheepish smile, his neck sinking into his shirt under Claris's intensifying glare.

"Um...Claris?"

Claris stopped her fuming and looked at Helen with an inquisitive look.

"You two know each other?" The girl with the dishwater blonde hair asked.

"Oh!" Claris's eyes darted between Helen and Elliot for a brief second. "Helen this is one of the friends I was telling you about, Elliot Edwards, Elliot, this is Helen Cartwright"

"Hello!" Helen chimed, waving her hand.

"Hey, I would shake your hand but as you can see my hands are full" Elliot said snarkily, motioning with this head to the dirty blonde on his back.

"So I see" Claris smirked, folding her arms across her chest. "Do you always give piggyback rides to total strangers?" She teased.

"It was either this or I leave him back on the train to wind up in who knows where" Elliot groaned as he readjusted himself to stop William from sliding off of his back.

"I had no idea Will was such a heavy sleeper!" Helen giggled.

"You mean you know this kid?" Elliot asked, raising a brow.

"Yep, He's a friend of mine" Helen smiled sweetly.

"Then maybe you..." Elliot blinked as he looked over his shoulder as Will began to stir.

Will yawned, giving Elliot a face full of his morning breath and slowly opened his blue eyes which met the darker ones of the blue haired boy.

"Well" Elliot grinned. "Good morning sunshine!"

What followed next was a series of confused spluttering and squirming that wound up with Elliot flat on his front, groaning as he was squished between the backpack on his front and the weight of will who was now sitting on his back still looking dazed and confused while Helen and Claris held their sides in laughter! 

Unbeknownst to the four they were actually being watched, not by anyone malevolent but by the Nightmaren that had rid them of their nightmares, NIGHTS.

"Who would have thought that those four would actually meet" He chuckled as he rested his head in his arm as he looked into the dream fountain, it was his only window from the Dream Gate to the "Waking World" As Owl had put it.

"I'm not surprised" Owl said as he fluttered next to NIGHTS head. "Given that they're the only Visitors to ever recall what happened, people like that are always bond by a similar fate"

"I just wish I could let them know I'm okay" NIGHTS sighed.

"Well, why don't you?" Owl asked.

NIGHTS gave Owl a look that was a mix of confusion and agitation, was he trying to mock him or something? "I thought you were smarter then that old bird, even I know that it's impossible to go to the waking world"

"Yes, But..." The elderly Owl smirked in a way that was very unfamiliar to NIGHTS. "...what if I told you that there was a way to visit the waking world, if only for a short while?" Owl asked.

"Really?!" NIGHTS exclaimed, jumping up from his pose next to the fountain and almost knocked poor Owl out of the air as he got in his personal space. "Well!? Come on! Out with it!"

"C-Calm down child!" Owl exclaimed, his voice frazzled by NIGHTS impatiens.

NIGHTS took in a deep breath and crossed his legs in to show Owl that he was willing to listen.

"You see this fountain" Owl motioned to the dream fountain. "As you know in the not so distant past this fountain had long since dried up but with the help of our Visitor friends we've managed to get it back to is resplendent self again and since then you have used it as a window of sorts to see how your friends are faring after their ordeals with denizens of Nightmare but like any other window which can be gazed through, this one can be opened, all you need to do is go through the waters and you shall be at the location of which you see"

"Then here I go!" NIGHTS smiled as he made a rush for the fountain only to be blocked by Owl.

"Wait! There is one more thing you need to know and it's important!" He exclaimed, earning a grown from NIGHTS as the purple Jester slumped over in the air. "While you are in the Waking World you're abilities will nullified at most all you'll be able to do is fly and only the Visitors will be able to see, hear and touch you"

"Why thank you old timer, you've just told me everything I want to know" NIGHTS and Owl's eyes widened in horror at the hollow voice that rang through the air and before NIGHTS even had a chance to respond he felt something strike him in the back, sending him crashing to the cobblestones bellow where he was pinned down by someone's boot! He turned to scowl at his assailant

"Reala!" He hissed.

"Hello NIGHTS, long time no see, surprised to see me?" Reala asked, letting out his bone chilling laugh, his arms folded across his chest. "You honestly don't think you were the only one to survive master Wizemans destruction did you?"

"Can't blame me for hoping!" NIGHTS snarled, his eyes burning with hatred. "So what are you going to do? Try and destroy me?"

"That was my initial plan but upon learning of the amazing powers of this fountain I believe a slight altercation is in order" Reala looked at the fountain with leering eyes. "I know, why don't I reunite you with those precious little visitors?"

"You stay away from them you demon!" NIGHTS screeched, pushing against the ground with his hands in an attempt to get up.

Reala smirked cruelly and with a snap of his fingers NIGHTS felt a surge of red and black electricity surge through his body, forcing his cheek to meet the ground once more.

"Now now now my dear sibling, lets not be uncivilized" Reala took a moment to laugh again. "I won't harm them, I'll just lock them away with you in the darkest part of Nightmare where you shall face eternal torment, you may thank me for my generosity later but first there's something I want to show you" Reala stretched out one of his arms and opened his hand wide after a few seconds of silence a crimson red orb materialized and sparked with bolts of dark energy, NIGHTS eyes widened in horror.

"Th-Thats..."

"Ah so you DO recognize it" Reala smirked. "This is pure fear, the very substance that makes up Nightmare and all who dwell there and I am sad to say that it is all that is left of Master Wizeman after YOU destroyed him!" Reala said this last part with the utmost disdain but quickly regained his composure. "And whilst I can't use it to bring Master Wizeman back I can do this!" Reala raised the orb into the air and NIGHTS watched as three smaller orbs spawned from it and raised into the air, each one radiated a bright red light that forced NIGHTS to close his eyes and when he opened them again he gasped when he saw what had replaced them...

In the air were three large birds, one purple, one green and one blue, each one was being ridden by a strange man who's face was obscured by his uniform.

"You remember your old friends the Goodles don't you NIGHTS? They'll be the one's to bring the visitors to me, they always were good at catching you so capturing your little friends will be a breeze, I'll have all five of you in my clutches and I barely had to do a thing!" Reala threw back his head to let out a victories laugh that made NIGHTS seethe with anger and frustration.

Reala prepared to dispatch the Goodles when he heard a loud hooting and looked up to see Owl diving at him, he gave the old fool a dismissive look, he would simply bat him to one side once he was close enough but his eyes suddenly widened in shock as he saw what the bird was carrying in his talons but just as he realized what they were it was too late! Owl released the blue chips they rained down on both Reala and the Goodles! All four let out pained yelps as they were pelted by the blue chips which caused them to crackle with arcs of white electricity!

NIGHTS used this to his advantage to push Reala off of him and get back into the air but the electricity that Reala had sent through him earlier had left him feeling weak and disorientated.

"Hurry NIGHTS! We must flee!" Owl urged, doing his best to shove NIGHTS to the fountain. "We must warn the visitors!"

"Owl...you took the words right out of my mouth" NIGHTS panted as he wrapped an arm around Owl and flung himself into the crystal clear waters just as the effects of the blue chips wore off.

"Get after them you fools!" Reala roared, pointing to the fountain with a trembling arm. "Bring back NIGHTS, those brats and the old codger! I don't care how you do it just bring them back to me alive!" All three low ranking Nightmarens quickly obeyed and dived into the water one after the other! "You'll pay for this NIGHTS" Reala hissed as clenched his fists in rage "Oh how you will pay!"

While NIGHTS and owl fell through the spiralling vortex that led to Earth, relentlessly pursued by the Goodles the four children had gotten properly acquainted.

"Sorry about your back" Will said sheepishly, rubbing the back of his head.

"Ah don't worry about it, I use to wrestle with my friends all the time and they weighed way more then you" Elliot said casually as he rubbed his back.

"And thanks for making sure I got off of the train!" Will smiled gratefully.

"No problem Will, just make sure to carry around an alarm clock from now on okay?" The blue haired boy said with a hint of a teasing grin.

The four were now walking through Midnight Plateau which wasn't just the name of the school but the town itself and it was breath taking! Will and Helen said that the town had some of Bellbridge' rustic charm while Elliot and Claris had said that it had Twin Seeds glamour, the one thing that stuck out most in the town was the large white tower with the dazzling tower in it's center, it was apparently the only thing that was left of a castle that had once stood there before the town had been founded. it reminded the four of the beautiful clock tower in Bellbridge and the amazing skyscraper in Twin Seeds.

"This place is incredible, isn't it Claris?" Elliot asked.

"Yeah a real treasure" Claris said in a bored tone, she still hadn't forgiven Elliot for earlier.

Helen was politely ignoring the tension between the two but Will decided to repay his debt from earlier. He grabbed a flower from one of the nearby hanging pots and slid it into Elliot's hand.

The basketball superstar blinked and gave the soccer player a grateful smile before shyly offering the flower to Claris.

The pink haired singer giggled when she felt the flower tickle her ear.

"Forgive me?" Elliot asked, with a gentle and hopeful smile.

Claris took the flower from in her hand and held it against her nose to take in it's sweet fragrance and gave Elliot a sweet smile. "It's a start and I didn't tell you either so...you're off the hook" she said as Elliot rubbed the back of his head sheepishly.

"Good idea Will, you're a real...star?" Helen blinked.

"Awww thanks Helen" Will smiled.

"No I mean a star, look!" Helen pointed.

"A star?" Claris tilted her head inquisitively.

"In the middle of the day?" Elliot raised a brow sceptically.

The other three looked up in the direction where Helen was pointing and much to their surprise there was a star...and...it was getting closer! With no time to run the four braced themselves and hoped that the incoming projectile would miss them! They heard the roaring of the incoming star as it got closer and closer and then...It stopped.

the three lowered their arms and opened their eyes to look at the foreign object but instead of seeing a giant star they instead saw-

"NIGHTS!" All four exclaimed and then looked at each other in shock.

"Hi everyone" NIGHTS smiled weakly as Owl popped out from under the Nightmarens arm.

"I'm afraid the greetings will have to wait dear visitors, we have unwanted guest's!" He frowned as the three Goodles descended from the sky. "Hurry visitors! One of you must dualize with NIGHTS! Make haste!" Owl exclaimed as a surge of purple energy erupted from his body, creating a dome around the area!

The four looked at each other before Reala suddenly stepped forward and pressed his hand against NIGHTS and in a flash of light Will was still standing their and NIGHTS was right beside him in a see through form.

"What!?" NIGHTS exclaimed. "This doesn't make sense!"

"I will explain later but for now you must defeat those filthy vermin!" Owl insisted.

"O-Okay, I'll do my best" Will nodded as his hands began to glow with a familiar red light and he lunged into the air, grabbing the purple Goodle by it's large legs and began swing around it as if it were a monkey bar then using the momentum he built up flung it at high speeds.

"Will look out!" Helen exclaimed!

Will looked to either side and saw with glowing blue eyes that both the blue and green Goodles were charging at him, he simply smirked as he jumped out of the way releasing a green burst of energy from his feet that dazed the two birds and in their confusion crashed into each other and released a squawk of surprise!

"Nice moves Will!" NIGHTS smirked, giving Will a thumbs up!

"I'm surprised that I'm actually doing this well!" Will chuckled, rubbing the back of his head.

"Don't get distracted you two! Elliot called. "Those feather balls are up to something!"

Will looked up to the three Goodles as they took up a triangular position, their bodies rippling like water, they drew closer together and much to the shock of the spectators their bodies began to merge together like raindrops clinging to each other until all three were now one giant bird and it's rider looking as if they had been splattered by multiple cans of purple, blue and green paint.

"Okay...what just happened?" Will asked in confusion.

NIGHTS opened his mouth to say something but before he could say one word the bird Goodle flapped it's large wings, creating a turbulent gale that knocked him out of the sky and into the ground with a loud crash, leaving behind an obvious crater! Will groaned, his body for a brief moment glowed with a pure white hue before it shimmered away.

"Will are you alright?!" NIGHTS asked worriedly.

"I'm fine NIGHTS, just a little winded" Will assured as he slowly got to his feet, surprisingly he had not felt any pain only the impact of the fall.

"Alright Will, lets finish this oversized turkey off!" NIGHTS grinned as a yellow light emitted from Wills chest and out of his chest popped a football that was coloured red and with streaks of yellow flames around the center. Will gave the sphere a sceptical look.

"Oh well, I guess it will have to do" He shrugged, now was no time to be picky.

Will took a few steps back to get a running start and dashed! His eyes alternating between the ball and his target, he drew his foot back and with a powerful kick sent the ball flying into the air where it ignited like a rocket! The Goodle tried to stop it by creating another powerful gust of wind but it did nothing to slow the fireballs ascension and before it even had the chance to move out of the way, the projectile flaming orb made impact and the Goodle burst into a haze of feathers that melted away before they even fluttered to the ground.

"It is done" Owl let out a content sigh of relief and the purple field rippled away and Will and NIGHTS were now separated and panting from the adrenaline of the events that had just taken place.

"Okay...what just happened?" Elliot asked the question that was more then likely on everyone's mind right now.

"Well-" Before NIGHTS could explain what was happening a loud ding-dong could be heard.

"Would all first year students please report to the school gymnasium for initiation and room assignments!" A gentle feminine voice echoed through the air.

"Anyway as NIGHTS was about to expla-mmfff!" Owl's voice became muffled as NIGHTS pressed a gloved hand to his beak.

"Don't worry about that for now, just go to this, initiation thing and you can meet us back here later, don't worry no one can see or hear us except for you" NIGHTS assured with a bright smile.

"Are you sure?" Claris asked.

NIGHTS gave a thumbs up "I know being here means a lot to you and I won't mess it up by making you late on your first day"

The four smiled gratefully, trust NIGHTS to put others before himself.

"Thank you NIGHTS" They all said in unison, turning to run to the said location, they didn't know what was going on but they could tell that they were in for a whole knew adventure.

 _Next time: NIGHTS and Owl explain to the children what has happened in the Night Dimension and the four must now stand with NIGHTS to protect their world as Reala sends an old enemy from the past to capture them!_

 **A/N: I hope you enjoyed the first chapter ^_^ I'll try to update weekly if not monthly, please R &R**


	2. Old Enemies, New Friends

**A/N: Okay! Here we are with the next chapter! Just a heads up that some chapters may seem longer then others!**

Having defeated the Goodles Will, Helen, Elliot and Claris had gone to the gymnasium as ordered by the voice over the intercom. They were still in a lot of shock over what had just happened outside and their heads were to the brim with questions that they were just dying to ask! They were so distracted that they didn't stare in awe at the huge building that was the gymnasium nor could they pay attention to the presentation that their principle was giving.

After his speech was over he cleared his throat "Now, if you'll kindly collect your luggage and line up for your room assignments" The four got their luggage and managed to wade through the sea of new students and made it outside for some breathing space!

"Okay, lets drop our stuff off at our dorms and then go and see NIGHTS and Owl" Elliot said, his voice almost a whisper, the last thing they needed was someone overhearing them and asking questions! The other three nodded and headed to their dorms on the opposite side of the campus.

"What are the odds that we would get bunked together?" Will asked as he began to empty the content of his backpack into the draws on his side of the room.

"Yeah, talk about crazy but then again everything today has been crazy" Elliot muttered as he shoved his empty duffle bag under the bed and then taking a seat on the floor and leant against the bed. "So you know NIGHTS too?"

"Yep, he helped me out a few months ago" Will said, pausing in his unpacking. "What about you?"

"A year ago" Elliot answered. "I can still remember everything, the dream worlds, the Nightmarens, everything down to the T"

"I know it's weird" Will nodded, putting his bag down to go sit on his bed. "Helen told me that Owl said that when a visitor wakes up all of their memories of what happened in the Night Dimension fade away"

"Really?" Elliot blinked as he looked over at Will. "I guise that's another question we have to ask the old bird"

"Yeah, I sure hope Owl has all the answers" Will said hopefully and then grinned "Now I'm REALLY glad that you carried me off that train!" 

Elliot playfully narrowed his eyes, reached over his bed, grabbed a pillow and flung it at Will! SMACK! Will fell back onto the bed, a muffled laugh came from the other side.

"Watch it kid!" Elliot snorted.

"YOU'RE calling ME a kid? With hair like that?" Will scoffed as he sat up and the pillow slid off to show a toothy grin.

Elliot gave him an indignant look and stood up "I'll have you know that THIS is my natural hair colour!" He emphasised the "this" by pointing to his hair with both pointers.

"Yeah, as natural as highlights on a horse...why are you looking at me like that? Elliot? Stop! I was just kidding!" Will tried to scramble over his bed only to be caught by the collar, put into a headlock and let out a surprised yelp as he felt his scalp being sanded down by Elliot' knuckles!

"This ought to teach ya!" Elliot grinned. "Noogie! Noogie! Noogie!"

"Stooooohohohop!" Will laughed, trying to twist his head free. "You'll make me bald!"

Elliot laughed, the two had only known each other one day and they were already acting like they had grown up together.

Their rough housing was interrupted by a loud knock at the door, both looked at each other for a second before Elliot released his captive and went to open the door.

Standing there was a muscular tanned boy who looked a few years older then Will and Elliot with flat black hair that spiked out at the front. He wore a red, short sleeved shirt and black pants and grey sneakers.

"Yo! The names Todd Brand and I'm your dorm councillor!" He said, a large charismatic grin plastered on his face and it looked sincere too. "You're Will and Elliot right?"

"That's right" Elliot nodded as he stepped aside to let the older boy in, a few minutes later he would regret it.

"Now kiddo's as you've probably already guessed I'm older then you two, that's because I'm your senior and every senior is assigned to a different room to make sure that the juniors settle in okay" Todd then put an arm around the twos shoulders. "But try not to think of me as your upperclassmen but as your big brother!"

"An unbearable big brother?" Elliot asked earning a loud laugh from Todd who reflexively tightened his grip causing the two gasp for air.

"Good one squirt!" Todd laughed, letting the two out of his unintentional chokehold. "If you two ever need anything just let me know and I'll do my best to help" He smiled, landing his two giant paw like mitts on the twos heads and ruffled their hair and then put them in his pockets and pulling out two keys and handing one to each boy. "These are the keys to your dorm rooms, try not lose them mini-men, meals times are posted on the bulletin board, lesson plans are on your desks and bedtime is at nine sharp, that's about it, see ya letter sport fans!"

And with that he left, leaving both Will and Elliot with their hair a mess, their keys hanging off their fingers and their mouths hanging open indignantly.

Meanwhile Claris and Helen were just finishing unpacking and Helen collapsed on her bed with a sigh. "It feels great to get off my feet" Helen sighed.

"You do realize that we were only just sitting down a little while ago?" Claris asked with a giggle.

"After everything that's happened so far I can't help but feel tired when I get up" Helen said, blowing a look lock of her hair out of her eyes.

"I know how you feel" Claris sighed dropping right down next to her. "Just SEEING NIGHTS made drained me and he's changed too"

Helen looked at the pink haired girl next to her. "You mean he use to look different?"

"Not too different, he still looks mostly the same just a few minor details in his appearance is different" Claris pointed out.

Helen had no idea that NIGHTS could change his appearance outside of shape shifting in fact whenever she had looked at NIGHTS it seemed like his clothes were always "welded" to his body, if that made any sense. Helen explained this to Claris who giggled in response.

"All in all I'm just glad NIGHTS is okay after what happened, we thought that he was gone forever after we defeated Wizeman" Helen sighed in relief.

"What do you mean?" Claris asked, giving her a inquisitive look.

"Didn't you know? Wizeman said that when he's destroyed so is everything he made would go with him" Helen explained. "Didn't Wizeman say something similar to you?"

"I think he was more concerned about trying to steal our Ideya from us" Claris shrugged, looking a little shocked by this new revelation. This made Helen feel a little guilty and so she quickly tried to change the subject.

"So that song! I'm guising that friend who taught it to you was NIGHTS?" Helen asked quickly.

Claris snapped out of her sad gaze and smiled. "That's right, he made the song and helped me come up with the words, I guise you could say he's my muse" Claris emphasised her point by getting up and striking a dramatic pose akin to a Greek statue.

"Ooooh how dramatic!" Helen said raising a hand to her head in a dramatic pose of her own. They both stared at each other for a second and then snorted before bursting into a fit of laughs which was interrupted by a knock at the door.

The two managed to compose themselves enough to answer the door where they were greeted by the sight of an older girl with porcelain white skin and long black hair that had a bluish shine when hit by the concentrated light. She wore a grey suit jacket which had the top few buttons undone, revealing her white undershirt, the skirt she wore was just as grey as her jacket, her legs were covered in dark brown stockings that led down to her black pumps. She had a very stern expression on her face that told anybody who saw her that she did not have the best sense of humour in the world.

"Can we help you?" Helen asked, standing a little awkwardly.

"You can start by letting me in and stop staring!" Her voice was cold and serious as she brushed past the two girls earning an agitated look from both.

"I am Catherine Sanders and I am your dorm councillor" She began, unfolding her arms and leaning them against one of the desks. "I would like to begin by congratulating you on making it into Midnight Plateau but..." Her stern gaze intensified making Helen and Claris more than a little nervous. "...just because you've been accepted here doesn't mean you're inclined to do whatever you please!" Her tone turned firm and harsh as she held out her hands, holding out a pair of keys. "These are your only keys, don't lose them or you won't be getting another, curfew is at 9 and if you think about disturbing me it better be for a good reason!" She then began walk out but before she left she turned to face them one more time. "If you even THINK about causing trouble, I will see to it personally that you are expelled from this institution!" And with that she left, closing the door behind her.

"Well she was brief" Helen muttered as the two glared at the door.

"And blunt" Claris added. "That is someone who is in desperate need of a day to the spa" She smirked. "Thought she would probably have her nails sharpened into claws"

"No fear of that with me, my nails are history" Helen giggled as she presented her blunted nails to Claris who in turn showed her hers.

"Sisters!" Claris giggled. "Come on, it about time that we saw NIGHTS"

The two then left unaware that they're conversation as well as the boys had been overheard by Reala himself who was now using the Dream Fountain for his own purposes.

"Claws eh?" He smirked as he bounced the ball of fear in his hand. "What an excellent idea" He raised the orb into the air a flash of bright light.

"Really it's been a while" Said the grinning winged cat.

"Clawz, how nice to see you again" Reala smirked. "I have an important job for you...I need NIGHTS and some visitors delivered to me, alive preferably alive"

"And the owl?" Clawz asked, rattling his laws on the ground in anticipation.

"You can keep him as a chew toy" Reala smiled maliciously.

"Purrrrfect!" Clawz grinned, showing off teeth that were just as sharp as his claws.

"Kiddo's! Squirt! Mini-men! Bed time!" Elliot exclaimed as he walked with his friends to the spot where they had met NIGHTS. "And then he goes and ruffles our hair!"

"He treats us like we're five years old!" Will groaned. "We were lucky he didn't give us a bear hug!"

"At least he seems NICE!" Helen pointed out as she gently flattened down a loose lock of Will's hair that was still standing out.

"Yeah, we got hitched with Ice-queen!" Claris snorted.

Elliot grinned.

"Oh come on Claris just let it-" Elliot was caught off as Claris grabbed his ear.

"Elliot Edwards! I swear if you finish that sentence I will end you!" Claris warned, her voice thick with exasperation! 

"What's wrong Claris?" Elliot grinned, wincing at the sharp pain in his ear, "Don't you like the fan favourites?"

"Not when they've been done to death!" Claris scowled, giving his ear a warning pull and then let him go.

"Well you guys are as lively as ever!" The four looked up with bright smiles as NIGHTS circled over their heads, leaving behind a trail of sparkling dust. "I was just taking a look around your school and I have to admit, it doesn't seem as boring as you lead on" He said as he lowered himself to their level and casually crossed on leg over the other.

"Just wait until classes actually start" Elliot muttered.

"I'm sure we can discuss your academic life later but right now I am afraid that there are more pressing matters to attend to" Owl said as he descended and with an outstretch of his wings surrounded the area in the same purple glow as before.

"Okay, first question, what is this?" Elliot asked as he motioned to the dome or rippling purple energy that surrounded them.

"There is no particular name for it, this ability allows me to create a field that makes us invisible to the outside world, in fact someone could be standing right next to you and they wouldn't know it" Owl chuckled. "Further more whilst you are in here time is frozen on the outside"

"You know that would have been really useful on multiple occasions you know!" NIGHTS said indignantly, waving a finger in Owls face.

"This ability does not work within the Night Dimension nor does it work on Nightmarens!" Owl huffed and then went on to explain what had happened prior to their arrival in the Waking World.

"That's terrible!" Helen gasped once it was all over. "What can we do?"

"Every time Reala uses the fear to revive a Nightmaren he has less and less of the fear, simply defeat the Nightmarens and Reala will lose his powers" Owl explained. "And you've already seen how that works"

"Mind going into explanation?" Will asked. "When I dualized with NIGHTS I felt all sorts of strange energies going through me..." The dirty blonde boy looked down at his hands, he could still vaguely feel the tingling sensation in his hands when he had flung himself into the fray.

"That's something I'd like to know too" NIGHTS said inquisitively.

"Very well, back in Nightopia when you dualized with NIGHTS you loaned him power from the light of your Ideya but in this world NIGHTS loans his power to you and amplifies the power of your Ideya, giving you amazing powers" Owl told them. "Your red Ideya increases your physical strength, white Ideya projects a protective aura that protects you from harm but be warned this shield of sorts can only protect you from so much, blue Ideya will enhances your reflex's, allowing you to view the world in slow motion while the world runs in real time, green Ideya grants you a burst of speed and the yellow Ideya provides you with a weapon that is best suited to your abilities"

"This is all so much to take in at once" Claris said, sounding a little overwhelmed.

"I know that this is all rather alarming and we won't force you to help us, we will understand if you decide to forget what you've seen" Owl said with a sympathetic look.

"Are you kidding?" Elliot smirked. "We'd be a lot more helpful then you old man"

"W-Why you impertinent little-" Owl was cut off by Will.

"Yeah, I already took on the Goodles so taking on some more Nightmarens should be no problem!" Will grinned.

"That's right just leave it to us" Claris chirped, pumping her fist in the air. "We're not about to leave you high and dry!"

"What about you Helen?" Will asked, looking at Helen who was for some reason had been a little quiet at this point.

"Well..." Helen opened her mouth and closed it again a few times before trying to say something.

"Look out!" Owl hooted.

Helen's eyes widened as she was knocked off her feet and tackled to the ground! She looked up with shocked blue eyes as Elliot laid over her, she could see the part of his shoulder where his shirt had been ripped but what shocked and scared her the most was what she saw beyond the blue haired boy. A giant, purple and red striped cats with wings, razor sharp claws and a frightening grin of pointy teeth!

"Clawz!" Elliot snapped, glaring at the giant feline as he lowered the large clawed arms that he had just swiped at Helen.

"Well if it ain't the little mousy from way back when" Claws grinned, smoothly licking his tongue along his golden teeth! "Still trying to shoot hoops?"

"I'm not TRYING I'm DOING!" Elliot snapped as he shakily got to his feet, (Helen sighed in relief as she could see that Clawz attack had only slashed his shirt an not torn the skin) he knew that Clawz was just trying to get under his skin. "Just like I'm about to DO you in!"

"Well that was a good comeback" Clawz sneered sarcastically.

"Will, quick dualize with me" NIGHTS whispered, slowly extending out his arm while Clawz was distracted.

"Not. So. Fast" Claws grinned, with a turn of his head several mice shaped rockets sprung out of his back and launched themselves at NIGHTS and his friends! Thinking fast NIGHTS quickly grabbed Will and Claris and lunged to the side, covering them as the rockets went off.

"Are you two okay?" NIGHTS winced as he shakily got up and shook his head.

"I'm fine but Will..." Claris pointed to Will who was groaning and having trouble keeping his eyes focussed.

"He'll be okay he's just dazed" NIGHTS assured, reaching out his hand which Helen quickly pressed her own against and then they were one.

"What's this?" Clawz smirked as he leered at his new target. "You'd actually sink as low as to give up your form to a visitor?"

"Shut up Clawz!" NIGHTS snapped "We won't let you mess with our heads!"

"Fine by me, I'll have you and that stupid little girl in my teeth!" Clawz snarled, spawning another series of rockets that Claris with bounding courage and confidence leaped into the air and skipped from one rocket to the next, her feet letting off jets of green energy which caused the rockets to spiral out of control and crash against the walls of the Dream Field (Which Elliot would dub it later on) and explode! When Claris hop scotched her way to Claws she delivered a crimson coloured fist straight to his chest! The feline Nightmaren was blown back but dug his large claws to gig into the ground to slow himself to a quick halt, leaving behind giant claw marks. "Not bad my pretty but not good either" Clawz sneered as he some more of his little mice spawned from his back but this time they weren't rockets! They were mice riding in miniature biplanes, each one mounted with a small machine gun!

"Is that suppose to scare me?" Claris asked, standing defiant.

"Well if that doesn't then maybe THIS will!" Clawz grinned, holding up his paws, with a "shing" his claws extended out of his paws to the length of swords which put Claris a bit on edge. Seizing this moment of weakness Clawz lunged at Claris, swiping at her with his ravenous claws but with the power of her blue Ideya they seemed to be going in slow motion allowing her to dodge them with ease and just when she was about to land another hit she felt something hit her in the back and then her right side and then her left! It was those stupid mice firing at her from every angle! She then Clawz claw swipe at her knocking her off her feet, if it weren't for her White Ideya shield she would have been far worse off! She shrieked as she landed on her back and gagged as Clawz slammed a foot down on her stomach to pin her down.

"Well Little mouse it seems like our game has come to an end!" Clawz snickered. "Reala told me to bring you back alive but I think I'll have a little snack first" Clawz grinned hungrily.

Thud!

Clawz blinked as he looked at the rock that had been thrown at him and then looked at his attacker.

"Get away from her!" Elliot yelled as he held another rock up threateningly.

"Ha! You've lost your touch boy!" Clawz laughed, pointing a claw at Elliot to send his mice pilots after him.

"No!" Claris gasped, releasing a yellow light out of her chest that formed into a microphone, it was yellow and had music notes spiralling down to the bottom where a star was sticking out.

Claris had no idea what this would do but if singing was the only to get out of this then she had no choice! The pink haired girl clasped her hands around the Microphones handle and began to sing, there were no words just the vocalizing sounds of an angel that made the whole area glow in a bright light! The mice and their vehicles glowed like a white light and expired into a white dust that hovered in the air like snow.

"Stop that singing!" Clawz exclaimed as he stammered back, his paws flying to his ears in an attempt to block out the sound of the angelic voice which to him sounded like nails on chalkboard!

"La-La-Laaaa! La-La-Laaaaa!" Claris sang confidently as she got to her feet the dust the glitter that had once been Clawz faithful Mice Pilots swarmed around her and clustered together to form four diamond shaped crystals that shot out pure beams of that struck Clawz in the chest simultaneously! The light spread throughout his body as he let out predatory roar which sounded like the mix of a lion and a panther and just like his underlings when it engulfed his body he burst into a shower of glittering dust!

Claris' singing died down and she separated from NIGHTS as the field faded as did all the damage that Clawz had caused.

"Well done Visitor! Well done!" Owl congratulated gleefully as the others rushed to Claris who was looking very exhausted.

"Are you okay?" Elliot asked as he grabbed her hands to help support her.

"I'm fine..." Claris panted. "I can now see what Will meant when he said he felt different energies going through him"

"You were amazing!" Will (Who had recovered from his dizziness) exclaimed. "Compared to how I did you were a master!"

"I wouldn't go that far" Claris said sheepishly her cheeks turning pink.

"I don't know Claris, you handled yourself pretty well" NIGHTS praised, giving her his signature thumbs up.

"If we can all fight like that, then we'll have no problem winning out over Reala and the Nightmares!" Elliot smiled.

Once he was sure that Claris was able to stand properly Elliot let her go and put his hand out. "Bring it in team!"

"Alright!" Will grinned, putting his hand on top of Elliot's.

Claris giggled and did the same.

NIGHTS didn't really get what was going on but he liked it and joined in.

Even old owl placed his stubby wing into the circle.

"What do you say Helen?" Will asked as he gave Helen an inquisitive smile.

"I'm sorry..." Helen frowned sadly. "...but I can't" She looked away sadly.

"Helen...?" Will looked downhearted as everyone else who broke the circle to stare at the violinist.

"I'm sorry...I want to help, really I do but...I just can't go through with it again! In Nightopia we didn't have any risk of dying but now..." Tears began to fall from her blue eyes.

"Helen..." NIGHTS said softly, it was the same tone he had used when Helen had found out he was a Nightmaren.

"I'm just too scared!" Helen exclaimed, her voice cracked, she turned around and ran off her sobs caught the ears and sympathy of her friends.

"Poor child" Owl sighed, shaking his head sadly.

 _Next Time: Helen, overcome with fear for not only her own life but the lives of her friends refuses to fight but when another Nightmaren is sent and her friends find themselves in a sticky situation will she be able to help them?_

 **A/N: And their you go the next Chapter, hoped you enjoyed if you have any suggestions please don't hesitate to let yourselves be heard! ^_^**


	3. Resolve

**A/N: And here's the next chapter enjoy! ^^ btw whilst this fic has mostly humour to it, it will also have some drama as well.**

Helen ran and ran and ran all the way back to her room and flung herself on her bed, burying her face into her pillow. She sobbed into her pillow. She couldn't believe this was all happening again! All those nightmares that she had face along with NIGHS were back and all the fear and regret with them and this time it was far worse, this time she could actually die!

She didn't even notice when Claris walked into the room until she placed a hand on her back. Helen gasped in surprise and turned to look at Claris with her teary blue eyes.

"Are you okay?" Claris asked gently, she gave the girl a sympathetic smile.

Helen roughly wiped her eyes on her sleeve and briskly got up, fixing Claris with a firm and resolute glare.

"If you followed me to try and convince me to fight with you then I'm afraid to say that my answer hasn't changed!" Helen said firmly, crossing her arms across her chest. "I just can't-"

Helen was cut off as Claris wrapped her arms around her and pulled her into a tender hug. Helen was at first taken back by this but after she processed what was happening she slowly put her arms around the older girl and rested her head on her shoulder. The two stood like that for a while with Claris rubbing comfort circles on the blondes back.

"Thank you" Helen said in a hushed voice as she lifted her head off of the pink haired girls shoulder. "I really needed that"

Claris smiled as she separated from Helen and grabbed both of her hands and took her back to the bed where they sat down.

"I'm not here to try and convince you to fight I just want to say that I understand your feelings, that and this is my room" She joked making Helen giggle softly.

"It wouldn't bother me so much if we were in Nightopia, at least there we had NIGHTS to protect us" Helen looked sadly at Claris. "If Elliot hadn't pushed me out of the way when he did I would have been a scratching post for that horrible Nightmaren but one inch closer and Elliot would have gotten a large gash on his back! Not to mention that you and Will could have been blown to bits by his rockets!"

"I know what you mean but I was scared too" Claris told her.

"But you took him on without hesitation and took him down effortlessly!" Helen retorted.

"That doesn't mean I wasn't scared all Nightmarens scare me, but I manage to overcome it for my dreams" Claris pointed out, lightly rubbing her thumbs over the back of Helen's hands. "But don't you worry we'll take care of them!" She assured with a firm nod and a confident smile.

Helen smiled gratefully. "Thank you"

"Don't thank me, thank Will!" 

"Will?" Helen tilted her head in confusion.

"Yeah, after you ran off he told me to go and see if you were okay" Claris smiled. "He probably would have come himself if boys were allowed in the girls dorm"

Helen smiled softly and her eyes turned to the side, she was obviously thinking of her friend.

"He's a pretty nice guy, you're lucky to have him as a "Friend"" Claris grinned, giving her a wink.

Helen's cheeks flared when she caught the teasing tone and smirk. "Uggghhh!" She groaned, grabbing her pillow and slapping it right on Claris's head making the girl squeal in shock! "I could also say the same about you and Elliot?" She retorted, after that the two were chasing each other around the room, sending pillows and feathers flying!

"Oh and one more thing, here" Claris reached into her pocket and retrieved a blue, diamond shaped pendent from her pocket and handed it to Helen.

"A good luck charm?" Helen asked as put it around her neck and gave it a look.

"You could say that" Claris giggled "Owl said that even if you don't want to fight you'll still be a target for Reala, so if you ever need us just think about us and talk into the pendent, it even works for NIGHTS and Owl" Claris smiled, showing Helen hers which was yellow.

"I'll keep it in mind" Helen smiled softly, looking longingly at the Gem, it was lovely and Helen had the feeling that it was more of a gift than a precaution. "Thank you" She smiled, holding it to her chest.

Will in the meantime was waiting impatiently on one of the Campus's benches, tapping his heel against the ground.

"You know if you keep that up then you're gonna make a hole in the ground" Elliot smirked as he leaned over the back of the bench.

"I can't help it" Will muttered, pursing his lips together. "I'm worried"

"Me too, I'm worried that I'm not gonna be able to find a new shirt in my size" Elliot joked earning him a glare from Will. "Relax will ya, I'm sure that Helen is fine" He said, raising his hands in defence.

"You think so?" Will asked with a sigh.

"Positive, dude" Elliot assured, patting him on the shoulder.

"I'm really sorry you two" NIGHTS sighed as floated a few feet above them. "We came here to warn you but we just wound up dragging you into our problems"

"Don't blame yourself NIGHTS" Will said with a sympathetic smile.

"Yeah, it's Reala's!" Elliot pointed out. "I bet he's looking down us right this second through that ugly mask of his!"

This was an insult that Reala would not take sitting down.

"Ugly?!" Reala scoffed. "I prefer glamorous!" He scowled through the Dream Fountain, Elliot would pay for that!

"There's still one thing I don't get" Elliot said, addressing Owl.

"What would that be young man?" Owl asked, flapping around Elliot's head.

"Firstly stop spinning around so much you're making me dizzy!" He snapped in agitation as he grabbed the portly old bird,

"I say! You must respect your elders!" Owl groaned as he wiggled free of Elliot.

"Yeah whatever" Elliot rolled his eyes, Owl could see that he and NIGHTS shared a lot in common. "So what was up with Clawz? Last time I saw him he couldn't do all that stuff with the planes and the claws so what's up?" He asked.

"Yeah the same can be said for the Goodles" Will added. "Before all they ever did was just fly away but now they're actually fighting?"

"I'm afraid..." Owl sighed "...that Reala is using the fear to not only revive the Nightmarens but also make them more powerful, this is how they can be here and sustain their abilities"

"Which means just as much trouble for us" NIGHTS added.

"So how many-" Elliot cut himself off as he noticed a pair of students staring at him, by the looks on their faces he could tell that they had seen him talking to air. Elliot felt his ears burn with embarrassment and sheepishly waved at the two who were now eyeing the jagged rip of fabric that was sticking out from behind his shoulder.

Will smirked as he got up and draped one arm over Elliot's shoulder. "Don't worry about him, he was dropped on his head a lot"

Both students gave an understanding nod before walking away.

"Phew that was a close one" Will sighed in relief as he retracted his arm.

"Ahem!" Will felt a chill go up his spine and slowly turned his head to the angry face that was now glaring daggers at him. "Dropped on my head eh?" Elliot said icily. Will began to back away as Elliot cracked his knuckles. "Maybe I should show you some of those wrestling moves I was talking about earlier" He grinned dangerously.

"Have mercy!" Will begged as he took off like a rocket with Elliot hot on his heels!

"Oh how I do wish they would take their situation more seriously!" Owl groaned, face palming with one of his wings whilst NIGHTS looked on with amusement.

A few days passed and classes started, NIGHTS and Owl having no need to eat or sleep took up residents in the school library where NIGHTS would spend most of his time playing his music and Owl reading the many earthly books that he had been dying to read for a while and no amount of noise from NIGHTS would distract him. As for the four dreamers they were able to fit into their new school life easier then they had thought they would, Claris quickly gained the admiration of her classmates with her angelic singing voice, Elliot had joined the school basketball team and Helen her School's orchestra, as for Will he was doing great on his new soccer team but academics were not his forte.

"Ugh! Why is math so hard?!" Will groaned, face planting into his open math book.

The four had decided to take advantage of the good weather to have a study session/picnic on the outskirts of the school where they could speak to NIGHTS and Owl without attracting the unwanted attention of their peers.

"It might help if you actually looked at your book for more then five seconds" Helen giggled as she looked up from her own book.

"Yeah Willy boy! You just need to focus" Elliot grinned, earning him a cuff around the ear from Claris.

"Like you're one to talk about focus" She huffed shaking her head in disapproval.

"I don't understand" NIGHTS muttered as he looked through the books that the four had brought. "How is this suppose to help you?" He asked.

"It doesn't" Will replied grumpily, turning his head to the side so he could be heard.

"Why would your teachers do that?" NIGHTS asked, tilting his head in confusion, the Nightmaren had learned a lot about the waking world and his customs but he was still a little slow on certain subjects.

"They don't really NIGHTS" Helen said in amusement. "Will's just saying that because he's grumpy"

"Ohhh" NIGHTS nodded. "I know what might help, just don't think about it too much" He smiled. "Whenever I'm flying I just let myself go and it all becomes clear"

"Thanks for the tip NIGHTS but I don't think it's going to help me out much" Will sighed.

"It's not that hard Will" Helen smiled as she slid the book Will was using as a makeshift pillow from under his head and urged Will to sit up.

"Oh? Okay?" Will blinked as he sat cross legged and looked more attentive.

Elliot smirked at the two, he could see it but could they? He was brought out of his cocky thoughts as he was unceremoniously bopped on the head by the spine of Claris' math book.

"Stay focussed!" Her voice was strained with agitation which meant that either Elliot get back to studying or she'd start using his head like a personal table for her book!

It was no surprise that Helen was able to help Will with his studying, being from a high class family Helen would get an excellent education that not many girls her age had the privilege of getting but she was anything but your typical spoiled rich girl, her mother had always taught her humility.

"Alright, that should do it for now" Helen smiled, once an hour had passed.

"Great! Now we can eat!" Elliot grinned as he flopped onto his back and folded his arms behind his head.

"Glad to see you have your priorities straight" Claris muttered as she put her books away and grabbed the picnic hamper and opened it up.

"Thanks for the help Helen" Will smiled.

"It's no problem Will, just let me know whenever you need some extra tutoring" Helen smiled.

Elliot opened his mouth to say something but whatever he was going to say was blocked by bread and tuna, he gave Claris an annoyed look which was only received by a chirpy smile.

"Whoa take smaller bites Elliot, The food isn't going to sprout legs and run off!" Will chuckled when he saw the sandwich sticking out of Elliot' mouth.

"What can I say? He's a real tiger" Claris giggled.

"As was Clawz before you obliterated him!" The group froze as they heard the cold voice of Reala ring through the air and Owl quickly erected the Dream Field.

"Where are you?! Show your face coward!" NIGHTS demanded, his voice dripping with venom.

"Calm down NIGHTS you should be a little more grateful that I came to see you" Reala smirked as his image rippled into view. NIGHTS let out a war cry and dashed at Reala only to go right through him!

"Tsk tsk NIGHTS surely you didn't expect me to leave myself open so easily did you?" Reala looked over his shoulder at the seething NIGHTS mockingly before he began laughing.

"Too afraid to come and face us yourself?!" Claris snapped as she and the others got their feet, ready to fight, all except Helen that is.

Reala turned his attention back to the children and caught them off guard by dashing right at Claris only stopping a few inches away! Claris was the only one of them who had never met Reala up until this point and he was just as frightening as Elliot had described.

"Ah you must be Claris, at last we meet!" Reala gave a mocking bow. "Enchante mademoiselle!"

"Ugh!" Claris grunted with disdain and disgust and if Reala had been there in person she would have slapped him!

"Sadly I cannot stay for long but I will leave you with a little parting gift, Bella if you would!" Reala smirked, snapping his fingers and before Claris could even react she felt a thick rope like material slip around her waist and tighten, trapping her arms to her sides and with a shriek of surprise she was hoisted into the air right next to the giant spider Queen Bella!

"Claris!" NIGHTS exclaimed, reaching out his arm in vain!

"I leave this to you Bella" Reala smirked before his image faded away.

"Let her go Bella!" NIGHTS demanded.

"Yeah, like that ever works" Bella said, her tone was snarky and uninterested. "And FYI it's QUEEN Bella!"

"Hurry visitors you must Dualize with NIGHTS or all is lost!" Owl urged.

"Helen stay here" Will urged as he had Helen hide behind the trunk of a nearby tree as Elliot went to try and Dualize with NIGHTS but before the two could even get to each other Bella shot out her string and lassoed it around Elliot' ankle and strung him up next to Claris but she didn't stop their, just as Will was about connect his hand to NIGHTS the tight string wrapped around his wrist and dragged him up to his captured friends.

"Grrr! Let go of them Bella or I'll make you regret it!" NIGHTS warned as he flew up to the regal spiders level.

"Like don't get so bent out of shape NIGHTS, Reala has told me that while you're here you are totes weak!" Bella shot back, giving NIGHTS a dismissive look as she wrapped her string into a giant ball and to emphasis her point threw it straight at NIGHTS chest causing him to exhale a grunt as he was knocked to the ground.

"NIGHTS!" Helen exclaimed, wincing at the Nightmaren made contact with the ground.

"Alright just one more to go and I can get some major R and R time!" Bella yawned as she began to descend towards Helen and prepared another one of her threaded Lasso's.

"Get away from her!" Will yelled as swung from the thread, over to the one that was Keeping Bella in the air and grabbed onto it with his free hand and began to shake it, Elliot helped him out by swinging himself over as well and even Claris helped out by kicking off her shoes and letting them drop onto Bella's head!

"Geez you guys are super annoying!" Bella groaned as she began climbing back up her thread to deal with her captives.

Helen couldn't believe what they were doing?! Even though they weren't Dualized with NIGHTS they were still fighting the best they could to protect her! Helen clenched her fists, she had been such a fool! She should have been fighting from the beginning she had the red Ideya of courage just like the others did and the proved that she wasn't afraid to fight she was just unwilling to but no more! She would fight with the rest of them!

"NIGHTS quickly!" Helen whispered as she took advantage of the distraction her friends made to sneak over to the dazed Nightmaren.

"Helen...but I thought...?" NIGHTS stopped himself when he saw the fire that raged in Helen's eyes, he didn't need to be told twice. He eagerly held out his hand and Helen held out hers and in a flash the two were one!

"Bella!" Helen called as she grabbed a tree branch that Bella had knocked down when she had first attacked and threw it right at her. "Catch!"

Bella turned around and her ruby eyes widened as she saw the branch smacked her dab in the face! This stunned her long enough for Helen to quickly fly up to her friends and break the them free and gently put them down safely on the ground.

"So..." Bella's voice turned from snarky and uninterested to cold and menacing. "...you want to play rough do you? Well then allow me to show you my parlour and we can play some real games"

Helen was unimpressed by the threat and took her best fighting stance.

Bella's glare hardened as steam erupted from her jewel encrusted web sack and it began to unfold like metal panels, revealing a large mirror and...a table with a make make-up set?

"Is that suppose to scare me?" Helen scoffed, NIGHTS and the others were very surprised by Helen' sudden burst of bravery and confidence!

"Like, it will!" Bella scowled as she reached up with her two front legs and hooked them into a pair of gold rings attached to a powder puff and lipstick tube.

Helen glared and with a burst of her legs she shot at Bella!

The spider swung the arm that had the lipstick which released a wave of sharp, pink energy that Helen spun and curved around each one until she was close enough to slam her fist into Bella's face only for it to be blocked by the powder puff the Bella was using as a makeshift shield. Taking advantage of the momentary pause Bella threw the lipstick to one side and used her free appendage to grab a nail file swing it at Helen like a sword, Knocking the blonde back to the ground where she a large crater.

"Helen! Are you alright?" NIGHTS asked, his transparent image looking over to Helen in concern.

"I'm fine, don't worry about me" Helen said, though her voice gave off the sense that she was dizzy from the impact. "What is a spider even doing with a nail file?" She asked.

"Probably to make the tips of her legs sharper" NIGHTS pondered.

"You can discuss beauty tips later! You have a fight to win!" Owl exclaimed in exasperation!

Helen blushed in embarrassment, Owl was right, now was not the time to get distracted but it was too late, Bella had already crashed down on Helen and placed fake but Sharp nails on the tips of her legs and began swinging them down and swiftly on the Helen who barely managed to dodge by rolling from left to right.

"Just give up already! You can't beat me and you know it!" Bella growled her composure slowly starting to break down. "I can see in your eyes just how afraid of me you are!"

It was true right now Helen was afraid for her life, she had no idea if she would come out of this battle unscathed but she knew one thing, her friends were counting on her to help them so she couldn't let them down! Mustering up all the strength she had she pressed her legs against Bella's abdomen and with a powerful push sent the arachnid Nightmaren against the trunk of a tree. "What were you saying earlier?" She smirked.

"Little brat!" Bella snarled as she grabbed a perfume bottle that had strangely managed to stay on the table and somehow she managed to squeeze the handle releasing a plume of dark purple mist onto the battlefield, the smell was musky and pungent and it stung Helen's eyes but she managed to keep her wits about her as she could hear Bella scurrying through the mist.

"It's time to end this" Class whispered as her chest glowed with the light of the yellow Ideya and from it emerged a shimmering nebula blue violin and bow with strings that sparkled as if they were made from the very stars themselves! Helen drew back her bow and dragged them against the strings releasing a sharp squeal that tore through the air and split the mist apart and exposing Bella to Helen's sight. Helen then burst into a rhapsody and score lines and notes slid off the strings and slithered through the air towards belle wrapping around all of her eight legs and lifting her into the air but she wasn't finished yet! The mirror she had exposed started to glow a bright magenta and with a burst of light the mirror released a bright pillar of light that shot at Helen but without even batting an eyelash Helen swiped upwards with her bow as if it were a sword, sending a shockwave that made its way through the beam until it made it to the mirror and shattered it to pieces! With her bow still in the air Helen felt a silver streak slide from her hand and all the way to the tip where it twisted it a pointed glass like blade! Helen knew what do with this! Brining her arm down she flung it at the giant spider, it whizzed through the air like an arrow and struck her right in the chest!

Bella gasped in pain and looked down as what appeared to be ice started crackling its way up her body. She laughed bitterly "This sucks" And with those last words her entire body was encased and shattered!

Helen panted as everything went back to normal and she separated from NIGHTS.

"Helen!" The others exclaimed in unison as they ran to her and crouched down to see if she was okay.

"Don't worry about me, I'm fine" She said and despite her harrowing experience she had a bright smile on her face.

"We are SO sorry!" Claris frowned sadly.

"We'll be more careful from now on" Elliot butted in but was then abruptly pushed aside by Will.

"Yeah! That way you won't have to fight again!" Will quickly stated.

"No…It's okay, I've changed my mind" Helen looked at them with bright blue eyes. "I want to help you fight!" She smiled, making the five stare at her in shock. "I realized it when I watched you all get captured by Bella, I couldn't just stand there and do nothing anymore then I could just stand and watch NIGHTS be imprisoned, so I'm going to do my part and fight off these nightmares!

"Great!" Elliot cheered as he sprung back up and held his arm out again. "Can we try this again?" He asked as the others put their hands on top of his.

Helen gave a confident smile and placed her hand on the pile and smiled.

"Oh yeah! This makes us a team!" Elliot grinned as the six threw back their hands (Or in Owls case a swing) into the air and cheered.

"Savour your victory while you can you fools!" Reala snarled as he glared at the pool. "But I will get you yet!"

 _Next Time: No sooner does Helen get over her own insecurities does Elliot have to face his own when he faces a problem he would like to make go away and Reala is having his own problems when another familiar face rears it's annoying head._

 **AN/ Hope you enjoyed this new chapter ^_^ R &R plz**


	4. Elliot' Dilemma

**A/N: Here's an Elliot chapter for you all XD**

Reala seethed as he looked over the Dream Fountain, the Goodles he could understand but Clawz AND Bella, how could they be defeated by humans!? Sure, they had mostly NIGHTS power to thank for that but Reala had given them new power and had made them stronger and yet each one had failed.

"Curse you NIGHTS!" Reala growled as he clenched the ball of fear in his hand, he would get NIGHTS for all of his crimes! He would get that portly old Owl for humiliating him with those Blue Chips! And he would get those meddling little visitors for getting in his way! Just thinking about them made him seethe with rage, he didn't even notice the orb in his hand glow a dark red until it flew out of his hand and flew around the Dream Gate until it at last stopped into the air and with a burst of light out came another old foe!

Reala looked on in shock and then annoyance…

"Jackle! What are you doing here you?! In fact, HOW are you here?" Reala asked, his voice oozing with pure annoyance!

"Come on Reala, is that really any way to greet your dear little brother after all this time?" Jackle grinned as he casually shuffled his deck.

Reala snorted Jackle had always acted like he was the youngest of Wizemens creations with his juvenile pranks, silly jokes and childish mannerisms. "I repeat, how are you here?"

"I saw that you weren't doing well and thought I'd come to give you a hand. "I don't need your help to come back!" Jackle grinned as he began flipping cards from the tips of his fingers into a hat he had poofed out of nowhere.

"Master Wizemen created you to be unpredictable, so it's hardly a surprise that you have such abilities" Reala grumbled as he took back the orb. "But I highly doubt that you of all Nightmaren' could help me" He scoffed.

"Then you probably don't want to hear that your strategy sucks as bad as your attitude" Jackle smirked. In a flurry of red and white Reala seized Jackle by one of the horns of his hat and dragged him into the air!

"What did you say!" He snarled, his eyes burning with anger. "Watch yourself Jackle! Master Wizemen isn't here to protect you!"

"I'm just sayin' that sendin' one Nightmaren at a time without a plan won't get the job done, you need a plan" Jackle grinned his toothy grin.

Reala stared at Jackle for a moment before dropping him nonchalantly to the ground. "What would you suggest?" He asked.

"Simple, find a weakness and exploit it!" Jackle' grin grew darker and more malicious.

Back in the Waking World there were some more pressing issues to be attended to like a day at the pool to unwind.

"Couldn't we have just played Basketball instead?" Elliot asked in a board sounding tone as he stood by the pool in his green army camo trunks.

"Quite whining" Claris muttered as she stood next to him in her yellow one piece swimsuit with dark orange trimmings. "It's a lot of fun and its good exercise!"

"Claris is right!" Helen smiled as she tied back her hair into a bun, she wore a pink swim shirt with a blossom pattern around stound the neck and shoulders and waist and aqua blue bottoms. "You don't hear Will complaining" and as if on cue the dirty blonde boy who was wearing a pair of black trunks with a fire pattern on the thighs jumped straight in, causing a wave that soaked his three companions on the side.

"That's because he's a five-year-old in a twelve-year-olds body!" Elliot grumbled as his blue hair fell over his eyes.

"My dad always said "Don't be in a hurry to grow up so fast"" Helen giggled as she leaped into the water right next to Will.

"So stop sulking that you didn't get your butt in there!" Claris grinned as she nudged Elliot in the ribs before jumping into the pool.

"Ugh fine!" Elliot groaned as he dragged his feet to the side and looked at the bobbing blue water and wrinkled his nose at the smell of chloroform. "Well here goes nothing" The blue haired boy took in a deep breath, pinched his nose and jumped into the water, he tensed up at feel of the freezing cold water and immediately started flailing his arms and legs but that only seemed to make him sink faster! 'Idiot! Why would you jump in when you know you can't swim!' He mentally chided himself as he felt the air began to leave his lungs in bubbles! Elliot began to feel light headed, he released even more air as he felt something bulky wrap around his waist and quickly drag him back to the surface where he let out a loud gasp to get the air back inside of him as he was carried over to the side and hauled up by his legs.

Elliot laid still until his breathing evened out and he could at last make out who had saved him and for the first time since he met him he was glad to see Todd.

"You okay their chum?" He asked, slicking back his wet hair.

Elliot managed to sit up and held his head "I'm fine" He said and some of the students who had gathered gave a collective sigh of relief before returning to whatever they were doing.

"What happened?" Claris asked, concern evident in her voice, she was crouched next to Elliot and had a supportive hand on his back.

"Well you see I…" Elliot looked at the expectant faces and thought for a second, he then gave them a dismissive shrug. "I got a stomach cramp from eating too much at breakfast!" He grinned.

"Then you shouldn't have gone into the pool" Everyone turned their head too look at none other than the "Ice Queen" herself, even when dressed to swim Catherine still maintained her stern pose and gaze. "You should always wait one hour before going into the water, what you did was reckless and infantile!" She lectured.

Elliot growled and opened his mouth to say something but before he even had a chance he felt Todd's giant hand on his head.

"Oh come on Cathy don't be so harsh" Todd said, giving her his trademark nice guy smile.

"Don't. Call. Me. Cathy!" Catherine growled, if words were spears then they would have gone right through Todd who strangely enough seemed unfazed by her coldness.

"Aww don't be that way" Todd grinned as he left Elliot's side and nudged Catherine's.

"Honestly it's this buddy-buddy relationship that puts ideas into their-OH!" Catherine shrieked as she was suddenly knocked into the pool of course the first thing she reached out to grab was Todd who she dragged in with her.

"That cool you off?" Todd grinned when the both came back up.

"Ugh! You pinheaded, overbearing…!" Whatever the black-haired girl said after that was lost of deaf ears as the pool residents burst out into a fit of hysterical laughter so loud that no one even noticed Elliot sneak back into the locker rooms except for one person…

Elliot sighed as he got into one of the shower blocks and turned on the hot water, leaning his head against the pipe.

"You okay?"

Elliot's head shot up and turned to the direction of the voice and Saw will leaning over the stall next to his.

"I'm fine" Elliot lied, turning his attention back to the piece of metal in front of him.

"You know there's nothing wrong with it" Will said after a moments silence.

"Wrong with what?" Elliot asked, starting to sound irritated.

"Not knowing how to swim?" Will pointed out matter-of-factly.

Elliot's eyes widened and he quickly shot his gaze back to Will where another moment of silence passed before he groaned. "Was it really that obvious?"

"Pretty much" Will shrugged. "But don't worry I won't tell anyone, in fact I can help you?"

"Oh really?" Elliot asked sceptically, raising a brow and crossing his arms across his chest.

"Yes really, I can teach you how to swim" Will said with a sincere smile.

"Great, not only can I not swim but I'm getting lesson offers from somebody two years younger than me!" Elliot scoffed, rolling his eyes.

"Fine, just trying to help" Will sighed, rolling his eyes before disappearing back behind his stall and starting up his shower.

Elliot stood under the running water for a few more minutes before suppressing a growl. "When do we start?" and for a moment he could swore he could hear Will giggle on the other side of the wall.

Since Elliot was too proud to admit to anyone else that he couldn't swim he had Will sworn to secrecy and they did their lessons during their free periods, there was only one issue…

"No. Freaking. Way!" Elliot growled as Will held out two water wings. "I'm gonna let you teach me how to swim but THOSE are where I draw the line!"

"Come on Elliot, if we're gonna go into the deep end then you're gonna have to keep a float" Will sighed, his arm still outstretched, he couldn't remember himself being this stubborn when he was being taught by his father.

"Ngh!" Elliot groaned in annoyance and took them. "Fine! But one word of this to anyone about this then you'll be sleeping in the hallway!" He snapped as he slid on the wings and began to blow them up.

"Come on, let's get in" Will smiled as he waded into the water with Elliot close behind him.

For the most part everything went well and Elliot was willing to listen to Will's instructions.

"Will…" Will paused to look at Elliot who was doing the doggy paddle. "…Thanks" He smiled.

"No problem mate, we're friends after all" Will smiled warmly.

Both boys exchanged a brief smile before they were suddenly knocked off their feet by a wave…A wave? In a pool?! Will quickly managed to regain his balance but Elliot was now completely submerged, not even his water wings could keep him a float in this unexpected tsunami.

"Elliot!" Will cried as he tried to swim to Elliot's aid but he the new waves wouldn't even let him get close and every second that past made the two more panicked and frantic!

Elliot once again felt the suffocating coldness of drowning, only this time there was no one coming to rescue him! He could feel his consciousness slipping away and didn't even notice the water around him settle or the thin figure shoot into the water like an arrow and quickly scoop him up back to fresh air.

Unknown to the two that the skirmish had been caused by the Nightmaren Gulpo who had been sent to capture them but Reala was not pleased with the outcome.

"You fool! You had them in your grasp and then you just ran!" Reala roared, glaring into the fountains waters at Gulpo, who released some bubbles from his mouth each one echoing a word as they popped.

"But Reala, NIGHTS was…" Reala drummed his fingers on the side before popping the last bubble himself. "…coming!"

"I will not accept excuses!" Reala roared, red arches of lightning erupted from his body and crackled into the sky where they lit it up in a red rage! "They'll now be on guard thanks to your cowardice!" Reala' voice became a growl "Now get back there and finish the job before I show you what visitors do to fish!" and with that Gulpo took off to finish his work.

Elliot groaned as he opened his eyes and shielded them from the bright rays of the sun, slowly he sat himself up to see the worried faces of Will, NIGHTS and Owl.

"Are you okay?" NIGHTS asked.

"Am I okay?" Elliot repeated in a raspy voice. "AM I OKAY!?" He shrieked, making the three recoil in shock. "DO I LOOK LIKE I'M OKAY!? I ALMOST DROWNED!" He screeched, his eyes burning with anger and distress!

Owl and NIGHTS looked at each other for a second, both looked like they were having a hard time finding the right words to say…

Elliot panted after his little rant before staring at his friends in shock before pulling his knees to his chest and resting his head there. "I'm sorry" His voice broke and then came the sound of soft sobbing. "I just can't do it"

Will pursed his lips and stared at the groaned for a moment and then slid himself across the floor to sit next to Elliot. "Elliot…I'm starting to get the feeling there's more to this then your letting on, I want to help but you have to let me in first" Will stretched out his arm and put it around Elliot's shoulders, he could feel the older boy tense up for a moment and then relax. Elliot raised his head and despite it being socked Will could see the tears.

"It happened when I was little, me and my family were on a picnic and while my parent set everything up I went to play by the river" Will could feel Elliot tense again. "I tripped and fell in the river, I remember how scared I was thinking that I was gonna drown, luckily my dad noticed and quickly pulled me out but ever since then I can't stand being near large bodies of water" Elliot relaxed again it made him cringe to remember what had happened that day but it also felt good to tell someone other than his parents.

"Elliot, thanks for telling me, I know that mustn't have been easy for you" Will smiled and without warning he brought his other arm around to hug Elliot which took the blue haired basketballer by surprise, sure he had been hugged before but never under these circumstances. He smiled as he slowly put his arms around will and blinked when the boy suddenly flinched… Elliot took his arms away from Will and put them back only for Will to flinch again.

"Hmmm…" Elliot looked at Will suspiciously and flexed his fingers against his sides a little which made the boy giggle. "Ahhh I see" Elliot grinned devilishly and started to spider his finger up and down Will's sides forcing the soccer player to burst into a fit of laughter and giggles. "So you're ticklish willy boy?!" Elliot grinned as he managed to hold Will in place and begin to tickle him with his free hand.

"Stoooooohooop!" Will laughed as he began kicking his legs in a desperate attempt for freedom.

NIGHTS smiled as Owl let out a sigh of relief.

"Oh and thanks for saving me NIGHTS" Elliot smiled once he was done with Will's tickle torture and let the younger male have a breather over his outstretched legs. "How did you know we were trouble in anyway"

"Oh!" NIGHTS eyes suddenly widened in realization. "Me and Owl sensed that there was a Nightmaren here so we quickly rushed over!" NIGHTS turned to the pool and glared. "Come on out of there and fight!" NIGHTS demanded.

Will and Elliot got to their feet and watched as the water bubble and out from the surface came Gulpo!

"I should have known that this was YOUR handy work!" NIGHTS snapped, pointing an accusing finger at the fish.

Gulpo opened his mouth to release more bubbles "Shut up NIGHTS! This would have been whole lot easier if you hadn't had butted in again!" His voice echoed as Owl set up the dream field. "Take this!" He this he yelled as the remaining bubbles shot at NIGHTS who dodged them with relative ease.

"Come on Will let's fry this fish!" NIGHTS grinned holding out his hand.

"Hold up a second NIGHTS, I've got a score to settle with this guy!" Elliot grinned.

"But Elliot…" Will looked concerned and winced as Elliot ruffled his hair.

"Don't worry Willy-boy! I've got this one!" Elliot smirked as he pressed his hand against NIGHTS and took control.

Gulpo let out a predatorial roar as he rose more balls off water out of the pool and flung them at Elliot. The blue haired boy smirked as he dodged two and batted the last one away with back of his hand.

"Cocky brat!" Gulpo growled as he jumped into the air and with another roar the pool water followed him, encasing him in an aqua dome! "Trying getting past this! I saw how you squirmed around earlier! You can't swim to save your life!" He taunted.

"You're right" Elliot shrugged as he rose into the air. "But I'm not gonna let it stop me from kicking your tail!" He grinned as he shot off through the air and into the large dome, slugging Gulpo straight in in the side, knocking him out of his own safe zone but the oversized codfish wasn't done yet, he righted himself on the ground and began breathing in the large body of water until he resembled more of a pufferfish then anything. "Do you really think that blowing yourself to the size of a balloon is going to scare me? Face it Gulpo! I'm ten times braver then you'll ever be!" Elliot smirked.

"Why you little!" Gulpo blew out the water like a canon which slammed into Elliot with such force that it sent him into a wall!

"Elliot! Are you alright?!" NIGHTS asked as he had felt the impact of that attack even with the white Ideya shield!

"Never better!" NIGHTS looked at Elliot with shock as the boy was grinning from ear to ear. "Time to finish this up!" with a flash of yellow light he was holding a green basketball patterned with yellow stars.

"Well then…" NIGHTS grinned. "…let's give him a good send-off shall we?"

Elliot nodded as he began to bounce it on the floor releasing nature green waves with each bounce making Gulpo wobble from the tremors and waves, Elliot placed both hands on the ball and slammed it on the ground, sending Gulpo bolting into the air! Elliot ran to the pools edge took a large jump into the air and brought slam dunked himself straight into Gulpo' mouth! The force sending him into the pool where his body exploded in a large eruption of water that rained down on Will, NIGHTS and Owl.

"And I just had this coat washed too" Owl groaned as he put down the Dream Field and Helen and Claris came running in. (Having been called earlier by Owl)

"What… happened… here…?" Helen asked between pants.

"Elliot just knocked a giant fish into next week!" Will said with a twinge of admiration in his voice.

All eyes were on the pool as NIGHTS shot out of the water followed by Elliot who began to tread water towards the side.

"Elliot! You're swimming!" Will exclaimed as he knelt down to offer his hand.

"Looks like those lessons you gave me are starting to pay off!" Elliot grinned, though he was still wearing his water wings.

Will took Elliot's hand and was about to pull him back onto the side when he caught something out of the side of his eyes.

"Umm…Elliot, you might not want to get out just yet" Will gulped.

"Why?" Elliot asked, raising a brow.

Will pointed into the water, everyone followed his finger and in the water, they saw a familiar pain of green trunks! Helen and Claris covered their eyes as Elliot's face lit up like a Christmas tree! He held onto the sides tightly as Will dived in to go and get his swimwear back.

 _Next time: Reala revives Bomamba the witch to deal with the Visitors, can they overcome her evil magic or will they be under her spell forever?_


	5. regression

**AN/ Get ready for a cuteness overload! X3**

"So tell me Jackal, how is that even with exploiting that boys' weakness that your plan still failed?" Reala asked with a snarl as he circled the fountain as did Jackal.

"W-Well technically Gulpo failed…" Jackal stammered as he tried to stay out of Reala' grasp "…and t-to extension yours as well for choosin' him for the job, I would have chosen Girania or Gillwing, AGH!" Jackal just barely managed to duck out of the way as Reala threw a spear of crimson energy at his head.

"I told Gulpo and now I'm telling you! I will not, I repeat NOT accept excuses!" Reala roared. "Now, you have three seconds to come up with a good idea before I blast you back into oblivion! 1…2…"

"Bomamba!" Jackal exclaimed, covering his head with his hands, expecting Reala to strike him down any second but instead he heard only a brief moment of silence.

"What about the old witch?" Reala asked, sounding somewhat intrigued by the suggestion.

"Don't you remember? Wizemen was always using her to come up with new spells and potions that came in handy on more than one occasion" Jackal said quickly. "Maybe she could come up with something that will get those kids out of the way?"

Reala looked at Jackal for a moment and then raised the orb of fear and with a bright flash of light the green skinned cat witch was floating above their heads.

"Reala? Jackal? What am I doing here?" Bomamba asked. "Care to explain dearie?"

"Don't call me dearie!" Reala growled, the one thing he hated about Bomamba is that she was so absent minded that called everyone (with the exception of Wizemen) "Dearie"

"Yes dearie" Bomamba nodded.

Reala clenched his fist and resisted the urge to scream!

"I need you to use this fountain to go to the waking world and deal with these visitors?" Reala snapped his fingers and four images phased into view, Bomamba knew Helen all too well. "No go and be sure to bring them back alive"

"I'm on the case dearie" Bomamba said as she let out a cackle and dived into the fountain.

"And don't call me DEARIE!" Reala roared with crazed eyes. "Jackal, this had better work, for your sake!"

"That class was murder!" Claris groaned as she took a seat in the schools large cafeteria. "I could sleep for a year"

"You can rest your head on my shoulder if you want" Elliot grinned, wiggling his eyebrows only instead of Claris' head he got her fist. "Owwww" He groaned, rubbing his shoulder.

"Grow up you goon!" Claris huffed.

"Yeah what girl would want to lay their head on your sweaty shirt" Will grinned.

"Watch it Jock boy or you might not wake up next time you go to sleep!" Elliot warned with a grin.

"What are ya gonna do? Put my Hand in warm water?" Will snorted.

"You know you're as bad as he is!" Helen scoffed, looking up from her book. "Boys, can't do anything with them"

Wills only response was sticking his tongue out at her.

"You two are such children" Claris said, rolling her eyes.

"Look who's talking" Elliot muttered.

Before Claris could even come up with a response she heard a flurry of feathers Owl was right there making the kids jump in shock!

"Will you stop doing that!" Elliot hissed after making sure no one had seen their freak-out. "We're supposed to be discreet about this!"

"My apologies visitors but I had to a warn you that another Nightmaren has appeared" Owl said his voice laced with obvious concern.

"Who is it?" Helen asked, her expression as well as the others said that they were now on high alert.

"I'm afraid that I have no idea who it is, whoever it is they are very skilled at hiding their presence" Owl said grimly. "Please be on guard until we can find them"

The four nodded and resumed eating though given this new information their minds were on anything but food right now.

The rest of the day went by quicker than expected, apparently looking over their shoulders every five minutes was a great way to pass the time.

"Anything yet?" NIGHTS asked as he sat in full lotus position in the air. He was hoping that being more tranquil would help him find their new foe.

"I'm afraid not" Owl said as he circled around NIGHTS. "All I know is from their brief appearance that they're a second-class Nightmaren"

"Maybe it's Chamelan, he was always good at hiding himself" NIGHTS sighed as he broke his meditation like position and took a more relaxed one with one leg crossed over the other and his hands folded behind his head.

"Could be but shouldn't rule out the possibility of it being someone else, remember, Reala gave them all new abilities and made them far more dangerous than before" Owl lectured making NIGHTS roll his eyes.

"Don't you have a book to read?" The purple Jester groaned in annoyance and from then on the two argued not noticing the eerie green trigram circle that was now circling over the school, not even as the day turned into night.

The next morning came and Will got out of bed, grabbed a pillow and walked over to Elliot and whacked him in the head! Will had found that in the past weeks that Elliot had a hard time waking up in the morning so Will took it upon himself to wake him up.

"Hey!" Came a high-pitched voice as the small head of a blue haired child popped up from under the covers, the kid was clearly wearing Pyjamas that were way too big for him and it was then that Will truly woke up and realized that he was the same height and that his clothes were hanging off of his body.

"Ewiot! What happened to you!" Will exclaimed, blushing at the squeaky tone of his voice and the lisp that came with it.

"Me? Wat happened to woo?" The blue haired kid who was supposed to be Elliot asked as he looked down at Will over his bed.

Both boys stared at each other for a minute before letting out a loud cry of shock and let out another one as NIGHTS burst in through the window and upon laying eyes on the two he slumped in the air and groaned.

"I see it happened to you too" NIGHTS groaned.

"Wus too?" Elliot asked, tilting his head in confusion which looked pretty cute despite the circumstances.

"I'll explain later but for now just get dressed" NIGHTS sighed.

"Mawbe woo haven' nowticed but none of ouw cwoves fit us!" Will grumbled but despite that he was soon changing into his clothes along with Elliot.

"Now hold still" NIGHTS sighed as she took the twos communication gems and rubbed them for a brief a moment and then put them back around their necks and before they knew it their clothes shrank to fit them.

"How-!" Before the two could say anything else, NIGHTS swooped them up and flew out the window and through the air with Will and Elliot clinging to him as if their lives depended on it! Which it just might! NIGHTS took them to the library roost, a part of the library that had long since been cornered off, here two young girls were waiting and they also looked familiar.

"Cwawis? Hewen?" Elliot blinked when he saw he two, Both nodded.

"Wat tis gowing on hewe?!" Elliot exclaimed, stamping his foot loudly on the floor, raising a small cloud of dust that made the four cough.

"I'm afraid that this is the work of that witch Bomamba?" Owl said between coughs as he opened a window to let in some air.

"Hows can ya tell?" Helen asked.

"By THAT" Owl said, using one of his wings to point out the window and to the sky where a large green trigram circle was floating over the school. "I'm afraid that old witch had cast a very powerful spell, one that can only be broken with her defeat"

"Ten wets goa!" Claris exclaimed, out of everyone she seemed to want to get back to her old self the quickest.

"Wook at us! We can' fiwt wike wis!" Elliot exclaimed, puffing out his cheek in a pout!

"I don' cawe I went frough wis wonce and I don't wanna be wike it again!" Claris snapped, fixing him with a dirty look.

"Will yaw boff calm down!" Will yelled to get the two's attention. "And stop yawing!"

"You'we yewing too!" Helen exclaimed.

Owl groaned as the four kept squabbling and shook his head. "It seems like this won't be easy" He sighed, his eyes widened when he saw NIGHTS start to fly out the window. "And just where do think you're going?" He asked, chasing him out the window.

"Where do you think? I'm going to find Bomamba and take her down!" NIGHTS said matter of faculty.

Owl looked at him over his glasses "Need I remind you that unless you Dualize with one of the visitors then you'll practically be powerless?"

"What else can we do?" NIGHTS asked, throwing his hands up in the air. "They can't fight like this!" NIGHTS sighed and gave Owl a pleading look. "Please take care of them while I'm gone"

"B-But I don't know the first thing about children!" Owl exclaimed, his feathers flustered.

"Well..." NIGHTS grinned. "…now would be a good time to learn" And without giving the elderly owl a chance to talk NIGHTS took off, NIGHTS had to keep them safe no matter what!

"Oh NIGHTS" Owl groaned and winced when he heard a crashing sound from inside the library. "I'm getting too old for this…"

"Double, double toil and trouble, Fire burn and cauldron bubble! Claws of a lizard, tongue of a cow, whiskers of a cat that goes meow!" Bomamba chanted, making the trigram circle glow even brighter! "Teeth of a tiger, Tail of a rat, wings of a flying midnight bat!" She finished her chant with a series of loud cackles!

"You always did have a knack for rhyming" Bomamba spun to look at NIGHTS who was casually swimming in the air.

"I'm not ready for you yet my pretty, be off with you know" Bomamba grinned, shooing NIGHTS away with her hands.

"Sorry but I'm going nowhere just yet!" NIGHTS frowned as he charged at the old witch with everything he had.

"Fine have it your way" Bomamba shrugged as she clapped her hands together, releasing a crackling beam of green lightning that surged through NIGHTS and sent him flying back! Taking advantage of NIGHTS stunned state Bomamba threw a ball of eerie green yarn at NIGHTS that unravelled and wrapped around him. "Now off with you dearie and don't come back until I'm ready!" Bomamba said in a sickly-sweet tone as she grabbed her broom and swung it at NIGHTS sending him to the ground bellow.

"Owl was right I can't defeat her like this!" NIGHTS groaned as he managed to slide out of the yarn and slowly got back into the air.

"Then don't do it alone" Owl said as he fluttered over to NIGHTS with what looked like a sack in his talons.

"Owl…you didn't…" NIGHTS jaw dropped as the exhausted looking owl put the sack down and out jumped four small children. "I told you to look after them!"

"They…insisted…on…it…" Owl said in between pants.

"Wet us hewp!" Will said holding out his hand. "Wet all of us hewp" Elliot, Claris and Helen then added their tiny hands.

NIGHTS smiled, he had forgotten, he didn't have to do everything on his own, he had his friends and even though they were little kids now they were still them!

"Right, we'll do this together" NIGHTS smiled as he took tiny hands in a hand each and in a bright flash of light NIGHTS was whole and full of power!

"What? But how?" Owl asked staring at NIGHTS in shock.

"Owl" NIGHTS voice was his won but also a blend of the visitors "Raise the Dream Field"

The portly bird didn't say another word and simply did as was told.

"Bomamba!" NIGHTS yelled as he shot off like a rocket at the witch!

"You again? I told you to be off!" Bomamba snapped as she created a green ball off fire that she tossed at the Nightmaren who curved his way around them with ease! Whilst at first this threw Bomamba by surprise she didn't give up! She called the cats from her coat to attack NIGHTS with their amazing meteor speed only to be batted away by a series of powerful kicks from NIGHTS long legs, making them bursting into a blitz of yowling flames!

"Is that all you've got Bomamba? Well let me show mine!" NIGHTS yelled as he began spinning, faster and faster, lights of red, white, blue, green and yellow were starting to form around him until he was a drill of colour! Bomamba swung her broom downwards to stop him but it was broken into splinters and NIGHTS himself passed right through the witch!

She stayed in the air for a moment before slowly began to descend and her form evaporated into a green mist along with her trigram circle.

NIGHTS sighed as he landed back on the ground and split back into the kids who were now back to their real ages, much to their relief.

"Boy am I glad that's over!" Elliot groaned, cracking his neck.

"Oh I don't know; I think you were kinda cute" Claris grinned.

"Says the girl who seemed to be eager to turn back into a teenager" Elliot grumbled, fixing Claris with a steely look.

"Thanks NIGHTS" Will smiled, rubbing the back of his head. "Sorry that we acted a bit like brats"

"Don't worry about it Will, if I can handle killer witches then I can handle kids" NIGHTS chuckled.

"There's one thing I don't understand though, what happened just now?" Helen asked.

Everyone looked to Owl for an answer.

"I'm afraid I don't quite know myself" Owl sighed.

"Oh well" Elliot shrugged. "I guise even the wisest of creatures have their off days" He grinned.

"W-Why you impertinent little-!" Owl's feathers fluffed out in offense as everyone began to laugh but deep down he was worried, he DID know what just happened with NIGHTS but he wasn't yet prepared to tell them and wasn't sure if they were yet ready to know.

 _Next time: Afraid of Reala' wrath after their string of failures Jackal decides to take the fear and use it to summon another Nightmaren and what is more frightening then this old enemy is the fact that Jackal' plan might actually work._

 **A/N: Hey everyone sorry about the late update and the chapter, this one didn't quite turn out the way I wanted but I'm pleased with it ^^ I guise that does sound a little weird XD That's just me I suppose! See you next week ^_^**


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